SEC FORM 4/A SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MCNEIL RONALD D

(Last) (First) (Middle)
C/O THE ALLSTATE CORPORATION
2775 SANDERS ROAD

(Street)
NORTHBROOK IL 60062-6127

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ALLSTATE CORP [ ALL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
SVP Allstate Insurance Company
3. Date of Earliest Transaction (Month/Day/Year)
11/27/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/29/2006
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/27/2006 F(1)(2) 12,154 D $64.53 32,298.377(3) D
Common Stock 20,846.4064(4) I by 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $64.53 11/27/2006 A 12,154(2) (5) 05/18/2010 Common Stock 13,975 $64.53 12,154 D
Explanation of Responses:
1. Delivery of already-owned stock to issuer in payment of option exercise price.
2. Amendment corrects number of shares tendered.
3. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1(c) trading plan adopted by the reporting person on November 10, 2006. Form also reflects .145 shares acquired since July 7, 2006 through the Shareowner Service Plus Plan, which reinvests dividends paid on The Allstate Corporation common shares, pursuant to the most recent plan statement dated October 2, 2006.
4. Reflects adjustment of 5.5982 shares of The Allstate Corporation common stock since September 26, 2006 under The Savings and Profit Sharing Fund of Allstate Employees, a 401(k) plan, pursuant to the most recent plan statement, dated November 27, 2006.
5. The option vests in four increments, 3,039 on November 27, 2007, 3,039 on November 27, 2008, 3,038 on November 27, 2009 and 3,038 on November 27, 2010.
RONALD DEAN MCNEIL 12/07/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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